CD8+T cells are significant because they clear intracellular infections; however, subverting these immune cells has implications to long-term infections. We will study how Brucella melitensis, a facultative intracellular bacterium, chronically persists in animals in the presence of an immune response. We hypothesize that low numbers and ineffectual CD8+T cells permit continuing infection. We have found BALB/c mice infected with B. melitensis results in chronic infection lasting >12 months using bioluminescent Brucella. Evaluation of the CD8+T cell memory pool from these mice reveals a failure to maintain the CD8+T cell memory phenotype (LFA1hi, KLRG1lo, and CD127hi), or polyfunctional cytokine expression (IL-2, IFN-? and TNF-?). These findings indicate CD8+T cells express an exhausted phenotype suggesting that Brucella evades this known effector mechanism for removing intracellular pathogens. Further, a Brucella protein, TcpB, can inhibit CD8+T cell killing of Brucella peptide expressing target cells in vivo. Our long-term goal is to understand how the bacteria remain in a chronic state in the presence of an immune response, by investigating the following Aims: Aim 1: To determine the CD8+T cell response in BALB/c mice during acute and chronic infection. We will compare the magnitude and effectiveness of CD8+Tcell responses in mice during acute and chronic infection using CD8+Teffector and memory markers, transcription factor expression, cytokine production, and in vivo killing. Impact: We will identify CD8+T cell phenotypic differences between acute and chronic infection and hypothesize an exhausted phenotype and ineffectual CD8+Tcells contribute to chronic brucellosis. Aim 2: To determine the protective capacity of Brucella-induced memory CD8+T cells. We will examine the capacity of adoptively transferred CD8+T cells from acute versus chronic infections to protect naive animals from a first infection. Impact: We expect CD8+Tcells from acute infected mice will protect naive mice better than cells from chronically infected mice supporting a loss of functional CD8+Tcells with chronic infection. Aim 3: To determine the inhibitory ability of Brucella TcpB on cytotoxic CD8+T cells. We will determine the ability of the TcpB protein to inhibit cytotoxic CD8+T cell killing of infected cells and the kinetics of this inhibition in vivo during infection. Impact: We expect that TcpB protein modulates the adaptive immune response by inhibiting CD8+T cell killing permitting long-term survival of Brucella-infected cells. Our studies represent a critical first step in elucidating how Brucella infection shapes CD8+T cell effector and memory responses. This work will fill a serious void in understanding the role of CD8+T cells in brucellosis that likely participate in the resolution of tis disease.